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DONALDSON Co INC

For the period ended Apr 30, 2024. Filed Jun 4, 2024.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Apr 30, 2024 · Filed Jun 4, 2024

DCI$88.21+4.6%Stored close · as of Nov 9, 2026

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Item 1A. Risk Factors

There are inherent risks and uncertainties associated with the Company’s global operations that involve the manufacturing and sale of products for highly demanding customer applications throughout the world. These risks and uncertainties could adversely affect the Company’s business, reputation, financial condition or results of operations. The “Risk Factors” section in the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2023 outlines the risks and uncertainties the Company believes are the most material to its business.

Repurchases of Equity Securities

Information in connection with purchases made by, or on behalf of, the Company or any affiliated purchaser of the Company, of shares of the Company’s common stock during the three months ended April 30, 2024 was as follows:

PeriodTotal Numberof SharesPurchasedAverage PricePaid per ShareTotal Numberof SharesPurchased asPart of PubliclyAnnounced Plansor ProgramsMaximumNumberof Sharesthat May YetBe PurchasedUnder the Plansor Programs
February 1 - February 29, 202456,766$65.3256,76611,733,234
March 1 - March 31, 20241,33772.52—11,733,234
April 1 - April 30, 2024321,50073.02321,50011,411,734
Total379,603$71.86378,26611,411,734

On November 17, 2023, the Board of Directors authorized the repurchase of up to 12.0 million shares of the Company’s common stock. This repurchase authorization is effective until terminated by the Board of Directors. The Company has remaining authorization to repurchase 11.4 million shares under this plan. There were no repurchases of common stock made outside of the Company’s current repurchase authorization during the three months ended April 30, 2024. The “Total Number of Shares Purchased” column of the table above includes 1,337 shares of previously owned shares tendered by option holders in payment of the exercise price of options during the three months ended April 30, 2024. While not considered repurchases of shares, the Company does at times withhold shares that would otherwise be issued under stock-based awards to cover the withholding of taxes due as a result of exercising stock options or payment of stock-based awards.

Not applicable.

Not applicable.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.